Terms of Service

Document Version: 2026-08-25 Last Updated: August 25, 2026 Effective Date: August 25, 2026

Welcome to Penny! These Master Terms of Service ("Terms" or "Agreement") govern access to and use of the website located at https://www.penny.bike, the Penny software-as-a-service platform, mobile applications, booking widgets, kiosks, and related tools (collectively, the "Service" or "Platform"), operated by Penny Rental LLC, a Colorado limited liability company ("Penny," "Company," "we," "us," or "our").

By accessing or using the Service—whether as a bike shop owner/operator ("Shop," "Merchant," or "Tenant") or as a customer booking rental equipment or services ("Renter," "Customer," or "End-User")—you agree to be bound by this Agreement. If you are entering into this Agreement on behalf of a company or legal entity, you represent and warrant that you have full legal authority to bind that entity.

TABLE OF CONTENTS

1. General Platform Terms
2. Merchant Terms of Service (B2B SaaS)
3. End-User & Renter Terms of Service (B2C)
4. Intellectual Property & Content
5. Disclaimers, Limitation of Liability & Indemnification
6. Dispute Resolution & Governing Law
7. General Provisions

1. GENERAL PLATFORM TERMS

1.1 Scope and Structure

Penny provides a multi-tenant rental management software platform designed for independent bike shops and outdoor sports rental operators. The Platform enables Merchants to manage rental fleets, configure pricing, manage maintenance, synchronize retail add-ons with point-of-sale systems, collect electronic waivers, and provide online and in-store booking tools for Customers.

1.2 Eligibility and Account Registration

• You must be at least eighteen (18) years old (or the legal age of majority in your jurisdiction) to register an account or complete a rental transaction.
• You agree to provide accurate, current, and complete information during registration and booking and to keep your credentials secure. You are solely responsible for all activities occurring under your account credentials.

1.3 Acceptable Use Policy

You agree not to:

• Violate any local, state, national, or international law, statute, or regulation.
• Reverse engineer, decompile, disassemble, or derive source code from any portion of the Platform.
• Circumvent, disable, or tamper with security or rate-limiting features of the Platform.
• Use automated scripts, bots, scrapers, or crawlers without Penny’s prior express written consent.
• Transmit malicious code, viruses, worms, or denial-of-service payloads.
• Interfere with the operation of the Platform or the experience of other users.

2. MERCHANT TERMS OF SERVICE (B2B SAAS)

*This Section applies specifically to bike shops, rental operators, and business entities utilizing Penny to manage their rental operations.*

2.1 Software Subscription Plans & Fees

• Active Subscription: Merchants on an active plan agree to pay the monthly subscription fee (e.g., $99.00 USD per month or as agreed in an Order Form). Subscription fees are billed automatically in advance on a recurring monthly cycle via Penny's subscription billing processor (Stripe).
• Hibernation (Off-Season) Plan: Seasonal Merchants may place their account into "Hibernation" status (e.g., $29.00 USD per month) during non-operational months, subject to a maximum of one (1) hibernation cycle per twelve-month period. Hibernation maintains data retention, settings, and historical reporting while disabling live public booking availability.
• Zero Commission on Bookings: Penny does not charge a transaction commission or percentage cut on rental revenue processed by the Merchant. All rental fees collected from Customers belong entirely to the Merchant (subject to standard payment processing fees charged directly by Stripe).
• Grace Period & Non-Payment: If a subscription payment fails, Penny provides a seven (7) day grace period during which Merchant access and bookings remain active. Following the grace period, Penny reserves the right to suspend new customer bookings and restrict admin features until outstanding invoices are settled. Existing confirmed reservations and historical data remain accessible.

2.2 Payment Architecture & Stripe Connect (Non-Custodial)

• Direct Merchant Processing: Penny utilizes Stripe Connect to facilitate transactions directly between Customers and Merchants. All customer payments for rentals and add-ons are processed directly into the Merchant’s connected Stripe account. Penny is never a custodian of customer funds and never holds, handles, or takes custody of Merchant rental revenue.
• Merchant Stripe Agreement: Merchant must maintain an active Stripe account in good standing, subject to the Stripe Connected Account Agreement. Merchant is solely responsible for compliance with Stripe policies, underwriting, and bank verification requirements.
• Payouts, Chargebacks, and Disputes:
• Payout timing is determined entirely by Stripe and the Merchant’s bank.
• Merchant is solely and exclusively responsible for all customer refunds, cancellations, chargebacks, payment disputes, card processing fees (~2.9% + $0.30 per transaction), and fraudulent transactions.
• Merchant acknowledges that chargebacks and related fees will be debited directly from Merchant's Stripe balance, not from Penny.

2.3 Rental Fleet, Equipment Safety & Operational Responsibility

• Sole Operator Responsibility: The Merchant is the sole lessor and operator of all rental bicycles, protective equipment (helmets, pads), accessories, and tools. Penny provides software tools only and has no physical presence, possession, or control over any equipment.
• Safety Inspections & Maintenance: Merchant is solely responsible for:
• Performing pre-rental and post-rental mechanical safety inspections.
• Ensuring all rental bicycles, brakes, drivetrains, tires, and helmets meet manufacturer specifications and applicable safety standards (e.g., CPSC, ISO).
• Properly sizing equipment for riders and correctly setting pedal/binding tensions.
• Maintaining accurate maintenance and asset status records in the Platform.
• Equipment Warranties Disclaimer: Penny makes no representation or warranty regarding the roadworthiness, trail-worthiness, safety, condition, or compliance of any equipment listed or booked through the Platform.

2.4 Electronic Waivers & Legal Compliance

• Waiver Tooling: Penny provides digital waiver presentation, electronic signature capture (base64 signature canvas data, signer name, timestamp, and contact information), and record-keeping tools as an administrative feature.
• Merchant Content & Enforceability: Merchant is solely responsible for drafting, reviewing, and approving the legal text of its liability waivers and rental contracts. Penny does not provide legal advice. Merchant is advised to have local legal counsel review its waiver language to ensure compliance with state/provincial laws regarding sports liability, negligence releases, and minor participant waivers.
• Execution Verification: Merchant remains solely responsible for verifying signer identities and ensuring any required parent/guardian authorizations for minor participants are obtained prior to equipment release.

2.5 Third-Party Integrations (Lightspeed POS & Others)

• POS Integration: Where Merchant enables integration with Lightspeed POS (or other supported point-of-sale systems), Merchant authorizes Penny to synchronize catalog items, adjust retail stock levels, read cost-of-goods-sold data, and trigger service work orders.
• Customer Data Scope: Merchant acknowledges that service work orders created in Lightspeed by Penny are attached to a generic shop account (e.g., "Penny Rentals") and that individual customer personal data (names, emails, phone numbers) is not transmitted to Lightspeed.
• Third-Party Disclaimers: Penny is not responsible for errors, delays, data mismatches, API rate limits, or service disruptions originating within third-party POS platforms. Lightspeed remains the master source of truth for retail inventory.

2.6 Platform Support, Maintenance & Operator Impersonation ("Masquerade")

To provide rapid technical assistance, troubleshoot configuration issues, and maintain system integrity, authorized Penny administrative personnel may view, access, or log into Merchant accounts using platform impersonation tools ("Masquerade"). Penny will use this capability strictly for legitimate customer support, system onboarding, billing assistance, or technical diagnostics requested by the Merchant or necessary to remediate technical defects. All administrative impersonation sessions are logged.

2.7 Taxes

Merchant is solely responsible for calculating, collecting, reporting, and remitting all applicable sales, use, excise, value-added, rental, and local lodging taxes associated with rental transactions and retail sales.

3. END-USER & RENTER TERMS OF SERVICE (B2C)

*This Section applies to cyclists, renters, and customers who book equipment or services through the Penny booking widget, kiosk, or platform.*

3.1 Intermediary Software Role

Penny is an independent technology platform. Penny is not a bike rental shop, equipment owner, tour operator, or transportation provider. When you book a rental through Penny, your rental contract and waiver are executed directly with the independent bike shop identified during the booking flow ("Rental Shop").

3.2 Booking, Inventory Holds & Checkout

• Inventory Hold: Adding a bike to your cart creates a temporary fifteen (15) minute inventory hold. If checkout is not completed within fifteen minutes, the hold expires and the equipment is released to the general pool.
• Pricing & Payment: Rental pricing (daily, multi-day tiers, retail add-ons) and security deposits are established by the individual Rental Shop. By completing a booking, you authorize the charge of the displayed total to your payment method via Stripe.
• Cancellations & Refunds: Cancellation policies, weather guarantees, early return credits, and damage deposit terms are set by the individual Rental Shop. To cancel or modify a booking, contact the Rental Shop directly.

3.3 Inherent Risk & Assumption of Liability

• Assumption of Risk: Bicycling, mountain biking, e-biking, and gravel cycling involve significant inherent risks of serious physical injury, permanent disability, paralysis, death, and property damage resulting from terrain, weather, collisions, equipment failure, and rider conduct.
• Rider Responsibility: You agree to:
• Inspect your rental equipment prior to departure and report any defects immediately to the shop staff.
• Wear an approved helmet and appropriate safety gear at all times.
• Comply with all traffic laws, trail regulations, and local ordinances.
• Ride within your physical capability, skill level, and environmental conditions.
• Release of Penny: You hereby release, waive, and forever discharge Penny Rental LLC, its officers, employees, and agents from any and all claims, liabilities, demands, or causes of action arising from personal injury, death, property damage, or loss incurred in connection with equipment rented through the Platform.

3.4 Email & Operational Communications

By providing your email address during booking, you consent to receive operational, transactional communications regarding your reservation (such as booking confirmations, digital waiver links, pickup reminders, and receipt notices). You may also provide a phone number for in-person shop pickup lookup and direct contact by shop staff.

4. INTELLECTUAL PROPERTY & CONTENT

4.1 Platform Ownership

Penny and its licensors retain all right, title, and interest (including all patent, copyright, trademark, trade secret, and other intellectual property rights) in and to the Platform, including its code, user interface, database architecture, design, and documentation.

4.2 Merchant Content & Feedback License

• Merchant Brand Assets: Merchant grants Penny a non-exclusive, worldwide, royalty-free license to use, display, reproduce, and transmit Merchant’s business name, logos, product images, and waiver text solely for the purpose of operating the Platform and powering the Merchant’s branded booking portal.
• Feedback License: If you provide suggestions, feature requests, enhancements, or feedback regarding the Platform, you grant Penny a perpetual, irrevocable, worldwide, royalty-free, transferable license to use, modify, incorporate, and commercialize such feedback without restriction, attribution, or financial compensation.

5. DISCLAIMERS, LIMITATION OF LIABILITY & INDEMNIFICATION

5.1 "As-Is" Warranty Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, AND NON-INFRINGEMENT. PENNY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, ACCURATE, OR ERROR-FREE.

5.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL PENNY RENTAL LLC, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR:

• ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES;
• LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS OPPORTUNITIES, OR EQUIPMENT DOWNTIME;
• PERSONAL INJURY, WRONGFUL DEATH, OR PROPERTY DAMAGE ARISING FROM THE USE OR FAILURE OF RENTAL BICYCLES OR ACCESSORIES;
• ACTS OR OMISSIONS OF ANY THIRD-PARTY BIKE SHOP, CUSTOMER, STRIPE, OR INTEGRATION PARTNER.

IN NO EVENT SHALL PENNY’S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE EXCEED THE GREATER OF (A) THE TOTAL SUBSCRIPTION FEES ACTUALLY PAID BY YOU TO PENNY IN THE TWELVE (12) MONTHS PRECEDING THE INCIDENT, OR (B) FIVE HUNDRED UNITED STATES DOLLARS ($500.00 USD).

5.3 Merchant Indemnification

Merchant agrees to defend, indemnify, and hold harmless Penny Rental LLC, its officers, directors, employees, contractors, and agents from and against any and all claims, damages, liabilities, losses, judgments, costs, and expenses (including reasonable attorneys' fees) arising out of or resulting from:

1. Merchant’s breach of this Agreement, the Data Processing Agreement, or applicable laws.
2. Any personal injury, bodily harm, death, or property damage caused by, involving, or related to bicycles, helmets, or equipment provided by Merchant.
3. Merchant’s liability waivers (including claims alleging unenforceability, inadequacy, or failure to properly obtain signatures).
4. Customer payment disputes, refunds, chargebacks, or unpaid taxes.

6. DISPUTE RESOLUTION & GOVERNING LAW

6.1 Governing Law and Forum

This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, without regard to its conflict of law principles. Any legal action or proceeding not subject to arbitration shall be brought exclusively in the state courts located in the City and County of Denver, Colorado, or the United States District Court for the District of Colorado.

6.2 B2B Dispute Resolution (Merchants)

Any dispute, claim, or controversy between a Merchant and Penny arising out of or relating to this Agreement shall be determined by binding individual arbitration administered by the American Arbitration Association (AAA) in Denver, Colorado, under its Commercial Arbitration Rules.

6.3 Consumer Dispute Resolution & Small Claims Carve-Out (Renters)

• Consumer Arbitration: For disputes between End-User Renters and Penny, arbitration shall be administered by the AAA under its Consumer Arbitration Rules.
• Small Claims Option: Notwithstanding the foregoing, either an End-User Renter or Penny may bring an individual action in a court of small claims having jurisdiction over the matter.
• Class Action Waiver: YOU AND PENNY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING.

7. GENERAL PROVISIONS

7.1 Modifications to Terms

Penny reserves the right to modify these Terms at any time. We will provide notice of material changes by updating the "Last Updated" date and document version and, for registered Merchants, sending notice via email or within the Platform dashboard at least thirty (30) days prior to the effective date. Continued use of the Platform after such notice constitutes acceptance of the revised Terms.

7.2 Term and Termination

• Either party may terminate a Merchant subscription at the conclusion of any active billing cycle by providing written notice or cancelling via the billing portal.
• Penny may terminate or suspend access immediately without prior notice in the event of material breach, unlawful conduct, or security compromise.
• Upon termination, all rights granted to Merchant cease, but accrued payment obligations, disclaimers, limitations of liability, and indemnities survive.

7.3 Severability and Entire Agreement

If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. These Terms, together with our Privacy Policy and Data Processing Agreement, constitute the entire agreement between you and Penny regarding the Service.

7.4 Contact Information

For legal inquiries, questions, or notices regarding these Terms, please contact:

Penny Rental LLC Kyle Christian Email: kyle@penny.bike Website: https://www.penny.bike